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EX-31.1 - Evergreen-Agra Global Investments, Inc.ex31-1.htm
EX-32.1 - Evergreen-Agra Global Investments, Inc.ex32-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

T      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2010

£      TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File Number:        000-53902

ARTEPHARM GLOBAL CORP.
(Exact name of small business issuer as specified in its charter)

Nevada

 

95-3746596

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

     

222-188 Street
Surrey, British Columbia, Canada

 


V4N 3G6

(Address of principal executive offices)

 

(Zip Code)

     

(604) 575-3552

Registrant's telephone number, including area code

 

N/A

(Former name, former address and former fiscal year, if changed since last report)

     

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.       Yes T    No £

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).       Yes £    No £

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer £

Accelerated filer £

Non-accelerated filer £ (Do not check if a smaller reporting company)

Smaller reporting company T

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes £    No T

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. 54,000,000 shares of common stock as of May 20, 2010.


- 2 -

 

ARTEPHARM GLOBAL CORP.

Quarterly Report On Form 10-Q
For The Quarterly Period Ended
March 31, 2010

INDEX

PART I - FINANCIAL INFORMATION

4

 

Item 1.

Financial Statements

4

 

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

14

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

16

 

Item 4.

Controls and Procedures

16

PART II - OTHER INFORMATION

16

 

Item 1.

Legal Proceedings

16

 

Item 1A.

Risk Factors

16

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

16

 

Item 3.

Defaults Upon Senior Securities

16

 

Item 4.

(Removed and Reserved)

16

 

Item 5.

Other Information

16

 

Item 6.

Exhibits

17

 

 


- 3 -

 

 

FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains forward-looking statements that involve risks and uncertainties. Forward-looking statements in this quarterly report include, among others, statements regarding our capital needs, business plans and expectations. Such forward-looking statements include, but are not limited to, statements with respect to the following:

  • our need for additional financing;
  • the competitive environment in which we operate;
  • our dependence on key personnel;
  • conflicts of interest of our directors and officers;
  • our ability to fully implement our business plan;
  • our ability to effectively manage our growth; and
  • other regulatory, legislative and judicial developments.

Forward-looking statements are made, without limitation, in relation to operating plans, property exploration and development, availability of funds, environmental reclamation, operating costs and permit acquisition. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should consider various factors, including the risks outlined in our annual report on Form 10-K for the year ended December 31, 2009, this quarterly report on Form 10-Q, and, from time to time, in other reports that we file with the Securities and Exchange Commission (the "SEC"). These factors may cause our actual results to differ materially from any forward-looking statement. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

 

 

 


- 4 -

 

 

PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

The following unaudited interim financial statements of Artepharm Global Corp.(sometimes referred to as "we", "us" or "our Company") are included in this quarterly report on Form 10-Q:

 

Page

Balance Sheets

5

Statement of Operations

6

Statement of Stockholders' Equity (Deficit)

7

Statement of Cash Flows

8

Notes to the Financial Statements

9

 

 

 

 


- 5 -

 

Artepharm Global Corp.
(FKA Blackrock Resources Inc.)
(A Development Stage Company)
Balance Sheets
(Stated in US Dollars)

As of

As of

March 31

December 31

2010

2009

(unaudited)

Assets

Current assets

  Cash

$ 6,495

$               -

Total current assets

6,495

-

Total Assets

$ 6,495

$               -

Liabilities

Current liabilities

  Accounts payable

$ 22,513

$ 20,765

  Related Party Loan

159,121

54,010

Total current liabilities

181,634

74,775

             

             

Total Liabilities

181,634

74,775

Stockholders' Deficit

Common Stock, $0.001 par value
 100,000,000 Common Shares Authorized
 54,000,000 Shares Issued and Outstanding

54,000

54,000

Additional paid-in capital

(44,000)

(44,000)

Deficit accumulated during development period

(185,139)

(84,775)

Total stockholders' deficit

(175,139)

(74,775)

                

                

Total liabilities and stockholders' deficit

$ 6,495

$               -

The accompanying notes are an integral part of these financial statements.


- 6 -

 

Artepharm Global Corp.
(FKA Blackrock Resources Inc.)
(A Development Stage Company)
Statement of Operations
(Stated in US Dollars)
(unaudited)

For three months ending
March 31,

From inception (June 13, 2008) to

2010

2009

March 31, 2010

Revenue

$               -

$               -

$               -

Expenses

Accounting & Professional Fees

82,684

3,958

159,959

Office and Administration

17,680

               -

25,180

Total Expenses

100,364

3,958

185,139

Provision for income tax

-

-

-

Net loss from operations

(100,364)

(3,958)

(185,139)

Net Income (Loss)

$ (100,364)

$ (3,958)

$ (185,139)

Basic & Diluted (Loss) per Common Share

(0.002)

(0.000)

Weighted Average Number of Common Shares

54,000,000

18,000,000

The accompanying notes are an integral part of these financial statements.


- 7 -

Artepharm Global Corp.
(FKA Blackrock Resources Inc.)
(A Development Stage Company)
Statement of Stockholders
' Equity (Deficit)
From Inception (June 13, 2008) to March 31, 2010
(Stated in US Dollars)

Deficit

Accumulated

During

Common Stock

Paid in

Development

Total

Shares

Amount

Capital

Stage

Equity

Shares issued to founders - June 13, 2008 at $0.001 per share

54,000,000

$ 54,000

$ (44,000)

$                -

$ 10,000

Net (Loss) for period

                

               

             

(62,886)

(62,886)

Balance, December 31, 2008

54,000,000

54,000

(44,000)

(62,886)

(52,886)

Net (Loss) for period

                

                

              

(21,889)

(21,889)

Balance, December 31, 2009

54,000,000

54,000

(44,000)

(84,775)

(74,775)

Net (Loss) for period

               

               

             

(100,364)

(100,364)

Balance, March 31, 2010 (unaudited)

54,000,000

$ 54,000

$ (44,000)

$ (185,139)

$ (175,139)

The accompanying notes are an integral part of these financial statements.


- 8 -

Artepharm Global Corp.
(FKA Blackrock Resources Inc.)
(A Development Stage Company)
Statement of Cash Flows
(Stated in US Dollars)
(unaudited)

For three months ending

From inception (June 13, 2008) to

March 31, 2010

March 31, 2009

March 31, 2010

Operating Activities

Net income (loss)

$ (100,364)

$ (3,958)

$ (185,139)

Accounts payable and accrued liability

1,749

3,950

$ 22,514

Net cash used in operating activities

(98,615)

(8)

(162,625)

Investing Activities

Net cash used in investing activities

$              -

$              -

$              -

Financing Activities

Related Party Loan

105,110

-

159,120

Common shares issued for cash

              -

              -

10,000

Net cash provided by financing activities

$ 105,110

$              -

$ 169,120

Net change in cash

6,495

(8)

6,495

Cash at beginning of period

-

(17)

-

Cash at end of period

$ 6,495

$        (25)

$ 6,495

Cash Paid For:

               

               

               

Interest

$               -

$              -

$              -

Income Tax

$              -

$              -

$              -

The accompanying notes are an integral part of these financial statements.


- 9 -

ARTEPHARM GLOBAL CORP.
(formerly Blackrock Resources, Inc.)
(A Development Stage Company)
Footnotes to the Financial Statements
(Stated in US Dollars)
(unaudited)

NOTE 1. NATURE OF OPERATIONS

DESCRIPTION OF BUSINESS AND HISTORY - Artepharm Global Corp. (hereinafter referred to as the "Company") was incorporated on June 13, 2008 by filing Articles of Incorporation under the Nevada Secretary of State. The company was incorporated under the name AMF Capital Group, Inc. In June 2009, the company changed its name to Blackrock Resources, Inc. In January 2010 the company changed its name to Artepharm Global Corp. The company is in the pharmaceutical business seeking to find and market pharmaceutical products. The company is currently in negotiations with a business called Artepharm Co., a pharmaceutical company involved in R&D and the manufacturing of artemisinin-based anti-malarias and anti-viral traditional Chinese medicines. The company seeks to acquire the patent and worldwide marketing rights to market Artepharm Co.'s product called Artequick®. Artequick® is a natural artemisinin-based anti-malaria drug.

GOING CONCERN - The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. However, the Company has accumulated a loss and is new. This raises substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from this uncertainty.

As shown in the accompanying financial statements, the Company has incurred a loss of $185,139 for the period from June 13, 2008 (inception) to March 31, 2010 and has generated no revenues over the same period. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of acquisitions. Management has plans to seek additional capital through a private placement and public offering of its common stock. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at March 31, 2010, and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2009 and 2008 audited financial statements. The results of operations for the period ended March 31, 2010 is not necessarily indicative of the operating results for the full year.

DEVELOPMENT STAGE - The Company complies with Accounting Codification Standard 915-10 for its characterization of the Company as development stage.


- 10 -

 

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION -These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. The Company's three months end is March 31.

USE OF ESTIMATES - The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of net revenue and expenses in the reporting period. We regularly evaluate our estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation and deferred income tax asset valuation allowances. We base our estimates and assumptions on current facts, historical experience and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by us may differ materially and adversely from our estimates. To the extent there are material differences between our estimates and the actual results, our future results of operations will be affected.

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS - Effective June 30, 2009, the Company adopted a new accounting standard issued by the FASB related to the disclosure requirements of the fair value of the financial instruments. This standard expands the disclosure requirements of fair value (including the methods and significant assumptions used to estimate fair value) of certain financial instruments to interim period financial statements that were previously only required to be disclosed in financial statements for annual periods. In accordance with this standard, the disclosure requirements have been applied on a prospective basis and did not have a material impact on the Company's financial statements.

On September 30, 2009, the Company adopted changes issued by the Financial Accounting Standards Board (FASB) to the authoritative hierarchy of GAAP. These changes establish the FASB Accounting Standards Codification (Codification) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with GAAP. Rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. The FASB will no longer issue new standards in the form of Statements, FASB Staff Positions, or Emerging Issues Task Force Abstracts; instead the FASB will issue Accounting Standards Updates. Accounting Standards Updates will not be authoritative in their own right as they will only serve to update the Codification. These changes and the Codification itself do not change GAAP. Other than the manner in which new accounting guidance is referenced, the adoption of these changes had no impact on the Financial Statements.

RECENTLY ISSUED ACCOUNTING STANDARDS - In January 2010, the FASB issued Accounting Standards Update 2010-02, Consolidation (Topic 810): Accounting and Reporting for Decreases in Ownership of a Subsidiary. This amendment to Topic 810 clarifies, but does not change, the scope of current US GAAP. It clarifies the decrease in ownership provisions of Subtopic 810-10 and removes the potential conflict between guidance in that Subtopic and asset derecognition and gain or loss recognition guidance that may exist in other US GAAP. An entity will be required to follow the amended guidance beginning in the period that it first adopts FAS 160 (now included in Subtopic 810-10). For those entities that have already adopted FAS 160, the amendments are effective at the beginning of the first interim or annual reporting period ending on or after December 15, 2009. The amendments should be applied retrospectively to the first period that an entity adopted FAS 160. The Company does not expect the provisions of ASU 2010-02 to have a material effect on the financial position, results of operations or cash flows of the Company.


- 11 -

 

In January 2010, the FASB issued Accounting Standards Update 2010-01, Equity (Topic 505): Accounting for Distributions to Shareholders with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force). This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed is not a stock dividend for purposes of applying Topics 505 and 260. Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis. The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.

In December 2009, the FASB issued Accounting Standards Update 2009-17, Consolidations (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 167. The Company does not expect the provisions of ASU 2009-17 to have a material effect on the financial position, results of operations or cash flows of the Company.

In December 2009, the FASB issued Accounting Standards Update 2009-16, Transfers and Servicing (Topic 860): Accounting for Transfers of Financial Assets. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 166. The Company does not expect the provisions of ASU 2009-16 to have a material effect on the financial position, results of operations or cash flows of the Company.

In October 2009, the FASB issued Accounting Standards Update 2009-15, Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance or Other Financing. This Accounting Standards Update amends the FASB Accounting Standard Codification for EITF 09-1. The Company does not expect the provisions of ASU 2009-15 to have a material effect on the financial position, results of operations or cash flows of the Company.

NOTE 3 - RELATED PARTY TRANSACTIONS

As of March 31, 2010 the company owed Harpreet Sangha, company CEO, the amount of $159,121. The loan is unsecured and has no interest and no fixed repayment date.

NOTE 4 - INCOME TAXES

Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate.  Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. The Company had no uncertain tax positions.

The Company currently has net operating loss carryforwards aggregating $185,139, which expire through 2029. The deferred tax asset of $62,913 related to the carryforwards has been fully reserved.

The Company has deferred income tax assets, which have been fully reserved, as follows as of March 31, 2010 and December 31, 2009:

 

2010

2009

Deferred tax assets

$ 62,913

$ 21,381

Valuation allowance for deferred tax assets

(62,913)

(21,381)

Net deferred tax assets

$                -  

$                -  


- 12 -

NOTE 5 - FAIR VALUE ACCOUNTING

Fair Value Measurements

On January 1, 2008, the Company adopted ASC No. 820-10 (ASC 820-10), Fair Value Measurements.  ASC 820-10 relates to financial assets and financial liabilities.

ASC 820-10 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions.

ASC 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property as defined in SFAS 13. ASC 820-10 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions, about market participant assumptions, that are developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820-10 are described below:

  • Level 1

Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

  • Level 2

Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 

  • Level 3

Inputs that are both significant to the fair value measurement and unobservable. These inputs rely on management's own assumptions about the assumptions that market participants would use in pricing the asset or liability. (The unobservable inputs are developed based on the best information available in the circumstances and may include the Company's own data.)

 

The following presents the Company's fair value hierarchy for those assets and liabilities measured at fair value on a non-recurring basis as of March 31, 2010 and December 31, 2009:

             Level 1: None
             Level 2: None
             Level 3: None
             Total Gain (Losses): None


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NOTE 6 - COMMON STOCK

On June 13, 2008 (inception), the Company issued 54,000,000 founders' shares for $10,000.

NOTE 7 - SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these financial statements were issued. There are no reporting subsequent events requiring disclosure.

 

 

 

 


- 14 -

 

Item 2.     Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition, changes in financial condition and results of operations for the three months ended March 31, 2010 and 2009 should be read in conjunction with our unaudited interim financial statements and related notes for the three months ended March 31, 2010 and 2009. The following discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including, but not limited to, those set forth under the heading "Risk Factors" in our Annual Report on Form 10-K.

Overview of our Business

We are in the pharmaceutical business, seeking to find and market pharmaceutical products. We are currently in negotiations with a business called Artepharm Co., a pharmaceutical company involved in research and development and the manufacturing of artemisinin-based anti-malarias and anti-viral traditional Chinese medicines. We are seeking to acquire the patent and worldwide marketing rights to market Artepharm Co.'s product called Artequick®. Artequick® is a natural artemisinin-based anti-malaria drug.

We are a development stage company with a limited history of operations. We presently do not have the funding to fully execute our business plan.

Plan of Operations

We are currently in negotiations with a business called Artepharm Co., a pharmaceutical company involved in research and development and the manufacturing of artemisinin-based anti-malarias and anti-viral traditional Chinese medicines. We are seeking to acquire the patent and worldwide marketing rights to market Artepharm Co.'s product called Artequick®. Artequick® is a natural artemisinin-based anti-malaria drug.

As at March 31, 2010, we had cash of $6,495 and a working capital deficit of $175,139. Consequently, we will require additional financing to pursue our plan of operations over the next 12 months. There can be no assurance that we will obtain any additional financing in the amounts required or on terms favorable to us. If we are unable to obtain additional financing, we may have to re-evaluate or abandon our business activities and revise our plan of operations.

We anticipate that additional funding will be in the form of equity financing from the sale of our common stock. However, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our plan of operations going forward. In the absence of such financing, our business plan will fail. Even if we are successful in obtaining equity financing, there is no assurance that we will obtain the funding necessary to pursue our business plan. If we do not continue to obtain additional financing going forward, we will be forced to re-evaluate or abandon our plan of operations.

Results of Operations

The following table sets forth our results of operations from inception on June 13, 2008 to March 31, 2010 as well as for the three month periods ended March 31, 2010 and 2009.


- 15 -

 

 

For three months ending
March 31,

From inception (June 13, 2008) to

2010

2009

March 31, 2010

Revenue

$              -

$              -

$              -

Expenses

Accounting & Professional Fees

82,684

3,958

159,959

Office and Administration

17,681

              -

25,180

Total Expenses

100,364

3,958

185,139

Provision for income tax

-

-

-

Net loss from operations

(100,364)

(3,958)

(185,139)

Net Income (Loss)

$ (100,364)

$ (3,958)

$ (185,139)

We have had no revenue from inception to March 31, 2010.

Our accounting and professional fees increased to $82,684 for the three months ended March 31, 2010 from $3,958 for the three months ended March 31, 2009.

Our office and administration expenses increased to $17,681 for the three months ended March 31, 2010 from $nil for the three months ended March 31, 2009.

Our net loss for the three months ended March 31, 2010 was $100,364, compared to $3,958 for the three months ended March 31, 2009.

Liquidity and Capital Resources

 

As at
March 31, 2010
(Unaudited)

As at
December 31, 2009
(Audited)

Cash

$6,495

 

$   -

 

Working capital (deficit)

(175,139)

 

(74,775)

 

Total assets

6,495

 

-

 

Total liabilities

181,634

 

74,775

 

Shareholders' deficit

(175,139)

 

(74,775)

 

As at March 31, 2010, we had cash of $6,495 and a working capital deficit of $175,139. Consequently, we will require additional financing to pursue our plan of operations over the next 12 months. There can be no assurance that we will obtain any additional financing in the amounts required or on terms favorable to us. If we are unable to obtain additional financing, we may have to re-evaluate or abandon our business activities and plan of operations.

Cash Used in Operating Activities

Net cash used in operating activities in the three months ended March 31, 2010 increased to $98,615 from $8 in the three months ended March 31, 2009.


- 16 -

 

Cash Provided By Financing Activities

We have funded our business to date primarily from sales of our common stock and from a related party loan. In the three months ended March 31, 2010, we received cash of $105,110 as the result of a loan, compared to $nil in the three months ended March 31, 2009.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Item 3.     Quantitative and Qualitative Disclosures About Market Risk

Not applicable because we are a smaller reporting company.

Item 4.     Controls and Procedures

Disclosure Controls and Procedures

Harpreet Sangha, our principal executive and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule Rule 13a-15(e) of the Exchange Act) as of March 31, 2010. Based on this evaluation, our principal executive officer and principal financial officer has concluded that our disclosure controls and procedures were not effective as of March 31, 2010, due the deficiencies in our internal control over financial reporting as of December 31, 2009, as reported in our Annual Report on Form 10-K for our year ended December 31, 2009, which deficiencies have not been remedied.

No Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.     Legal Proceedings

We currently are not a party to any material legal proceedings and, to our knowledge, no such proceedings are threatened or contemplated.

Item 1A.    Risk Factors

Not applicable because we are a smaller reporting company.

Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3.     Defaults Upon Senior Securities

None.

Item 4.      (Removed and Reserved)

Not applicable.

Item 5.     Other Information

None


- 17 -

 

Item 6.     Exhibits

Exhibit No.

Description

3.1

Articles of Incorporation(1)

3.2

Bylaws(1)

3.3

Certificate of Amendment as filed with the Nevada Secretary of State, effective as of November 13, 2009(2)

31.1

Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended(3)

32.1

Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(3)

Notes

(1)

Incorporated by reference from our Registration Statement on Form S-1, filed with the SEC on September 5, 2008.

(2)

Incorporated by reference from our Current Report on Form 8-K, filed with the SEC on March 3, 2010.

(3)

Filed herewith.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ARTEPHARM GLOBAL CORP.

By:        /s/ Harpreet Sangha
              Harpreet Sangha
              Chief Executive Officer, Chief Financial Officer,
              Secretary and a Director
               (Principal Executive Officer and Principal Financial Officer)
              Date: May 20, 2010

 

By:        /s/ Jianping Song
              Jianping Song
              President and a Director
              Date: May 20, 2010